Contracting Policies & Procedures

• What is a Contract?

  A “contract” (also referred to as an “agreement”) is a written document that is intended to be enforced by law.  Although a contract/agreement may be oral, UNC is prohibited by Fiscal Rule from entering into any oral contracts.  A contract has specific terms between two or more persons or entities and includes a promise to do, or not do, something in return for a valuable benefit.

  The key components of a contract are:

  • An Offer
    
    
  • An Acceptance
    
    
  • Consideration (the value received and given by the parties)
• What types of documents are considered University contracts?
  • Expenditure contracts
    
    
  • Revenue contracts
    
    
  • Leases of real and personal property
    
    
  • Academic and cooperative contracts (internships and affiliations)
    
    
  • Interagency and intergovernmental contracts
    
    
  • Licenses
    
    
  • Grants
    
    
  • Construction contracts
    
    
  • Personal services contracts
    
    
  • Intellectual property contracts
    
    
  • Memoranda of Understanding
    
    
  • Non-Disclosure contracts (also referred to as an “NDA”)

  NOTE: VENDOR PROPOSALS ARE NOT ALWAYS ELIGIBLE TO BE CONSIDERED A UNIVERSITY CONTRACT.

• What rules govern UNC’s contracts?

  University contracts are governed by UNC’s Fiscal Rules which were adopted by the Board of Trustees in June of 2012 and became effective July 1, 2012.  All contract terms must comply with these Rules and any applicable federal or state laws.

  If a contract is funded by a grant, the contract must also comply with any restrictions placed on the grant by the donor or by the state or federal governments.

• What is UNC’s contracting process?

  All contracts, vendor proposals, or documents with terms or requiring signature, should be submitted through OnBase, the University’s Contract Management System. 

  Once the contract has been submitted through OnBase, the Contract Lead will process the contract through negotiation, seek any special additional approvals, and ensure execution. Once fully executed, a copy of the document will be returned to the Requestor.

• What is the Department role in the contracting process?

  The Department Requestor makes the business decisions related to the contract. The Requestor will work with the Contract Lead to relay their objectives for the contract including: price, timeline, scope of work, and other outcomes they hope to achieve with the contract.

  Contracts should be submitted through OnBase as soon as possible in order to provide sufficient time for review, negotiation, approvals and execution.

  Forward all communication from the vendor regarding the contract to the assigned Contract Lead so that they are aware of all information relating to the contract.  This will facilitate the most effective teamwork in the review and negotiation process.

• What is the Purchasing & Contracts Office role in the contracting process?

  In the event a speaker, performer, entertainment provider, or artist is brought to campus, a Performance Event Contract (PEC) is usually required. A PEC information collection form is available in the Helpful Links section below.

  In the event a service provider is brought to campus or hired to perform a service for the University (consulting, roofer, laundry equipment maintenance, search firm, soccer field aerator) a Service Agreement (SA) is usually required. A SA information collection form is available in the Helpful Links section below.

  By submitting a New Contract Request via OnBase, and attaching a vendor’s proposal or one of the collection forms listed above, the Lead can then review, negotiate, and/or sometimes draft all non-grant contracts on behalf of the University.

  This process ensures all appropriate and necessary provisions are included in the contract, the scope of work is appropriately defined, the term of the contract (the period of time the contract is in effect) is in compliance with UNC Fiscal Rules and State law, and all procurement processes have been followed.

• What is the University Counsel’s role in the contract process?

  All contracts that exceed $100,000 in expenditure or revenue require University Counsel review and approval (University Fiscal Rule 3.7) which your Contract Lead will obtain on your behalf. All contracts should route via OnBase initially.

• Who can sign a contract?

  Unless an individual on campus has received a written delegation from the Chief Financial Officer (which delegation must be on file with the Purchasing & Contracts Office) the only individuals on campus who are authorized to sign expenditure or revenue contracts on behalf of UNC are the Associate Vice President for Administration (Blaine Nickeson) and CFO (Dale Pratt) or specific designees. 

  For non-dollar, MOU agreements affecting Academic Affairs, the Provost (Kirsty Fleming) has signature authority. Additional authority for non-dollar, non-MOU agreements (such as Affiliation Agreements) may be signed by the Deans.

  The Purchasing & Contracts Office will facilitate obtaining the necessary signatures for all contract types received for review and processing, prior to routing for the appropriate signatures.

• Who can make a software/technology or online purchase? 

  At UNC, General Counsel has determined that an online “click” or online purchase is the same as a signature. A new contract request is necessary for these types of purchases. For additional information, please see  UNC_Technology_Purchasing_Rules.pdf.

• What happens if an unauthorized person signs a contract on behalf of UNC?

  Per UNC’s Fiscal Rule, any person that signs a contract without proper authority “shall be personally liable for such act(s), and shall be liable to the University for any damages or losses sustained by the University as a result.”  UNC Fiscal Rule 3.2.3

  In the event a Fiscal Rule violation occurs, a Fiscal Rule Violation Form will need to be completed by the offending individual and then processed for ratification. Forms not ratified will return the liability (financial or otherwise) to the individual.

• What Ongoing Contract Administration is Needed After the Contract is Signed?

  As the Administrator, the components of contract administration are to:

  • Ensure the vendor and UNC are meeting the obligations outlined in the contract.  (If there are problems with contract compliance notify the Purchasing & Contracts Office or the University Counsel as soon as possible.)

  • Provide timely feedback to vendors so they have an opportunity to resolve any problems that may arise during the contract period.

  • Notify the Purchasing & Contracts office if the contract needs to be amended to meet the ongoing/changing needs of UNC.

  • Follow any close out procedures outlined in the contract upon termination of the contract.
• When to Use an Independent Contractor Form

  At UNC, the Contracts Department issues Services Agreements and Performance Event Contracts when bringing anyone onto UNC’s campus, to protect students, employees, and the university as an institution.

  If the vendor, performer, keynote speaker, artist, etc., has a W-9 and is being paid using a Tax Identification Number (TIN) or Employer Identification Number (EIN) then an independent contractor form is not needed.

  If the W-9 reflects that the individual is being paid under a Social Security Number (SSN) then an independent contractor form is required.

  Forms may be found at: https://www.unco.edu/purchasing/forms

• Helpful Links

  New Contract Request Form
  New Contract Request Guide
  PEC Information Collection Form
  SA Information Collection Form
  Software Technology and Online Purchases Form